Key Provisions for PE Sponsors in the Final Amendments to Form PF and Relevant Departures From the Proposal (Part One of Two)

On May 3, 2023, the SEC adopted final amendments to Form PF (Final Rules) that are designed to help the Financial Stability Oversight Council assess systemic risk, as well as to support the SEC’s oversight of private fund advisers and investor protection efforts. The impetus for the amendments was the evolution and growth of the private funds industry since Form PF was first adopted 12 years ago. To combat those concerns, the Final Rules impose new quarterly and annual reporting requirements as to, among others, GP‑led restructurings, certain types of clawbacks and a couple types of LP-initiated terminations. This first article in a two-part series reviews the provisions in the Final Rules that are most relevant to closed-end fund managers and highlights areas where the adopted revisions deviate from those in the proposed amendments to Form PF (Proposal). The second article will cover the response of SEC Commissioners and industry experts to the Final Rules; concerns about the breadth and scope of the new reporting requirements; and next steps for fund managers to become compliant. See our two-part series on the Proposal: “Requiring More PE Sponsors to File and One-Business-Day Reporting Criteria” (Feb. 22, 2022); and “Practical Impact on PE Sponsors and Reasons for Industry Backlash” (Mar. 1, 2022).

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